According to the International Corporate Governance Network (ICGN) Model Mandate:
Disclosure of voting activity is sufficient to satisfy the requirement of engagement disclosure.
An investment manager should disclose an assessment of ESG risks that are embedded in the portfolio.
An investment manager should disclose the long-term secular trends and themes that have influenced portfolio construction.
The ICGN Model Mandate provides guidelines for institutional investors on governance, ESG integration, and stewardship practices.
Why B (Disclose ESG risks in portfolios) is correct:
The ICGN Model Mandate states that investment managers should assess and disclose ESG risks that affect their portfolios.
This ensures transparency and helps asset owners understand risk exposures.
Why not A or C?
A is incorrect—disclosing voting activity alone does not fulfill the full engagement disclosure requirement.
C is incorrect—while long-term themes are relevant, ESG risk assessment is a more explicit requirement.
Which of the following actions seeks to avoid exploitation of minority shareholders?
Issuing dual-class shares
Granting pre-emption rights
Promoting "general mandate" resolutions
Minority shareholder rights are often at risk in companies where majority shareholders exert excessive control.
Why B (Granting pre-emption rights) is correct:
Pre-emption rights give existing shareholders the first right to purchase new shares before they are offered to others, preventing dilution.
This protects minority shareholders from being unfairly disadvantaged when companies issue new equity.
A (Dual-class shares) concentrates voting power in a select group, often harming minority shareholders.
C (General mandate resolutions) allow boards to issue shares without shareholder approval, potentially disadvantaging minority investors.
Active ownership most likely:
Emphasizes negative screening.
Prioritizes disinvestment activities.
Uses a proxy voting strategy driven by a clear agenda.
Active ownership refers to investors using their rights (voting, engagement, resolutions) to influence corporate behavior.
Why C (Proxy voting with an agenda) is correct:
Active owners use proxy voting to push ESG policies (e.g., climate risk disclosures, executive compensation reforms).
Example: BlackRock and Vanguard vote on shareholder resolutions to demand climate risk reporting.
Why not A or B?
A (Negative screening) is a passive strategy, not active ownership.
B (Disinvestment) is sometimes used but is not the main strategy of active ownership.
ESG performance attribution:
Is simple to apply within fixed-income portfolios.
Can be measured using commercially available tools.
Can be decomposed using Brinson and risk factor attribution.
ESG performance attribution is used to measure the impact of ESG factors on investment returns.
Why C (Brinson and risk factor attribution) is correct:
The Brinson model decomposes portfolio returns into allocation and selection effects.
Risk factor models help determine whether ESG factors explain investment performance.
A is incorrect—ESG attribution in fixed-income portfolios is complex due to limited data and different risk structures.
B is incorrect—commercial ESG tools exist, but attribution still requires custom modeling.